Common use of Authorized Actions Clause in Contracts

Authorized Actions. Debtor authorizes Secured Party, in the discretion of Secured Party and to the extent permitted by applicable law, without notice to Debtor (except as otherwise provided herein), irrespective of any change in the financial condition of Debtor since the date hereof, and without affecting or impairing in any way the liability of Debtor hereunder, from time to time, to (a) create new Obligations, and, either before or after receipt of notice of revocation, renew, compromise, extend, accelerate or otherwise change the time for payment or performance of, or otherwise change the terms of the Obligations or any part thereof, including increase or decrease of the rate of interest thereon; (b) take and hold additional security for the payment or performance of the Obligations and exchange, enforce, waive or release any such additional security; (c) apply such additional security and direct the order or manner of sale thereof; (d) purchase such additional security at public or private sale; (e) upon the occurrence and during the continuance of an Event of Default, make any payments and do any other acts Secured Party shall reasonably deem necessary to protect the security interest of Secured Party in the Collateral, including pay, purchase, contest or compromise any encumbrance, charge or lien which in the reasonable judgment of Secured Party is prior to or superior to the security interest granted hereunder, and appear in and defend any action or proceeding purporting to affect the security interest of Secured Party in and/or the interest of Secured Party in the Collateral, and in exercising any such powers or authority, pay all reasonable expenses incurred in connection therewith, including reasonable attorneys’ fees, and Debtor hereby agrees that Debtor shall be bound by any such payment made or act taken by Secured Party hereunder and shall reimburse Secured Party for all reasonable payments made and expenses incurred, which amounts shall be secured under this Security Agreement; provided, however, that Secured Party shall have no obligation to make any of the foregoing payments or perform any of the foregoing acts; (f) otherwise exercise any right or remedy Secured Party may have against Debtor or any security, including the right to foreclose upon any such security by judicial or nonjudicial sale; (g) settle compromise with, release or substitute any one or more makers, endorsers or guarantors of the Obligations; and (h) assign the Obligations, or this Security Agreement in whole or in part.

Authorized Actions. Debtor Pledgor acknowledges that the Obligations hereunder may be supplemented, augmented and otherwise increased as a result of changes in the underlying obligations of Pledgor or other parties under the Loan Documents. In that regard, Pledgor authorizes Secured PartyCreditor and/or Pledge Holder, in the discretion of Secured Party and to the extent permitted by applicable lawtheir discretion, without notice to Debtor (except as otherwise provided herein)Pledgor, irrespective of any change in the financial condition of Debtor since Pledgor, the date hereofCompany or any other Person, and without affecting or impairing in any way the liability of Debtor Pledgor hereunder, from time to time, time to (a) create new Obligations, and, either before or after receipt of notice of revocation, renew, compromise, extend, accelerate or otherwise change the time for payment or performance of, or otherwise change the terms of the Obligations or any part thereof, including increase or decrease of the rate of interest thereon; (b) take and hold additional security for the payment or performance of the Obligations and exchange, enforce, waive or release any such additional security; (cb) apply such additional security and direct the order or manner of sale thereof; (dc) purchase such additional security at public or private sale; (ed) upon the occurrence and during the continuance of an Event of Default, make any payments and do any other acts Secured Party Pledge Holder shall reasonably deem necessary to protect the Creditor's security interest of Secured Party in the CollateralPledged Securities, including including, without limitation, pay, purchase, contest or compromise any encumbrance, charge or lien which in the reasonable judgment of Secured Party is Pledge Holder or Creditor appears to be prior to or superior to the security interest granted hereunder, and appear in and defend any action or proceeding purporting to affect the its security interest of Secured Party in and/or the interest value of Secured Party in the CollateralPledged Securities, and in exercising any such powers or authority, pay all reasonable expenses incurred in connection therewith, including reasonable attorneys’ ' fees, and Debtor Pledgor hereby agrees that Debtor it shall be bound by any such payment made or act taken by Secured Party Pledge Holder or Creditor hereunder and shall reimburse Secured Party Pledge Holder and/or Creditor for all reasonable payments made and expenses incurred, which amounts shall be secured under this Security Stock Pledge Agreement; provided, however, that Secured Party Pledge Holder and Creditor shall have no obligation to make any of the foregoing payments or perform any of the foregoing acts; (fe) otherwise exercise any right or remedy Secured Party either of them may have against Debtor Pledgor, the Company or any guarantor of the Obligations or any part thereof or any security, including including, without limitation, the right to foreclose upon any such security by judicial or nonjudicial sale; (gf) settle settle, compromise with, release or substitute any one or more makers, endorsers or guarantors of the Obligations; and (hg) assign the Obligations, Obligations or this Security Stock Pledge Agreement in whole or in part.

Authorized Actions. Debtor Shareholder acknowledges that the Obligations hereunder may be supplemented, augmented and otherwise increased as a result of changes in the underlying obligations of Borrowers pursuant to the Indenture. In that regard, Shareholder authorizes Secured PartyTrustee, in the discretion of Secured Party and to the extent permitted by applicable lawits discretion, without notice to Debtor (except as otherwise provided herein)Shareholder, irrespective of any change in the financial condition of Debtor Shareholder, Capital, or Aladdin Gaming since the date hereof, and without affecting or impairing in any way the liability of Debtor Shareholder hereunder, from time to time, time to (a) create new Obligations, and, either before or after receipt of notice of revocation, renew, compromise, extend, accelerate or otherwise change the time for payment or performance of, or otherwise change the terms of the Obligations or any part thereof, including increase or decrease of the rate of interest thereon; (b) take and hold additional security for the payment or performance of the Obligations and exchange, enforce, waive or release any such additional security; (c) apply such additional security and direct the order or manner of sale thereof; (d) purchase such additional security at public or private sale; (e) upon the occurrence and during the continuance of an Event of Default, make any payments and do any other acts Secured Party Trustee shall reasonably deem necessary to protect the Noteholders' security interest of Secured Party in the Collateral, including including, without limitation, pay, purchase, contest or compromise any encumbrance, charge or lien (other than a Permitted Lien) which in the reasonable judgment of Secured Party is Trustee appears to be prior to or superior to the security interest granted hereunder, and appear in and defend any action or proceeding purporting to affect the its security interest of Secured Party in and/or the interest value of Secured Party in the Collateral, and in exercising any such powers or authority, pay all reasonable expenses incurred in connection therewith, including reasonable attorneys’ ' fees, and Debtor Shareholder hereby agrees that Debtor it shall be bound by any such payment made or act taken by Secured Party Trustee hereunder and shall reimburse Secured Party Trustee for all reasonable payments made and expenses incurred, which amounts shall be secured under this Security L.L.C. Interest Pledge Agreement; provided, however, that Secured Party Trustee shall have no obligation to make any of the foregoing payments or perform any of the foregoing acts; (f) otherwise exercise any right or remedy Secured Party it may have against Debtor Shareholder, Capital, or Aladdin Gaming, or any security, including including, without limitation, the right to foreclose upon any such security by judicial or nonjudicial sale; (g) settle settle, compromise with, release or substitute any one or more makers, endorsers or guarantors of the Obligations; and (h) assign the Obligations, Obligations or this Security L.L.C. Interest Pledge Agreement in whole or in partpart (subject to the terms and conditions of the Indenture).

Authorized Actions. Debtor Shareholder acknowledges that the Obligations hereunder may be supplemented, augmented and otherwise increased as a result of changes in the underlying obligations of Shareholder or Borrower under the Notes or the Indenture or the other Collateral Documents. In that regard but subject to the receipt of all necessary gaming approvals from the Nevada Gaming Authorities, Shareholder authorizes Secured PartyAgent, in the discretion of Secured Party and to the extent permitted by applicable lawits discretion, without notice to Debtor (except as otherwise provided herein)Shareholder, irrespective of any change in the financial condition of Debtor Borrower, RGM or Shareholder since the date hereof, and without affecting or impairing in any way the liability of Debtor Shareholder hereunder, from time to time, time to (a) create new Obligations, and, either before or after receipt of notice of revocation, renew, compromise, extend, accelerate or otherwise change the time for payment or performance of, or otherwise change the terms of the Obligations or any part thereof, including increase or decrease of the rate of interest thereon; (b) take and hold additional security for the payment or performance of the Obligations and exchange, enforce, waive or release any such additional security; (c) apply such additional security and direct the order or manner of sale thereof; (d) purchase such additional security at public or private sale; (e) upon the occurrence and during the continuance of an Event of Default, make any payments and do any other acts Secured Party Agent shall reasonably deem necessary to protect the Noteholders' security interest of Secured Party in the Collateral, including including, without limitation, pay, purchase, contest or compromise any encumbrance, charge or lien (other than a Permitted Lien) which in the reasonable judgment of Secured Party is Agent appears to be prior to or superior to the security interest granted hereunder, and appear in and defend any action or proceeding purporting to affect the its security interest of Secured Party in and/or the interest value of Secured Party in the Collateral, and in exercising any such powers or authority, pay all reasonable expenses incurred in connection therewith, including reasonable attorneys’ ' fees, and Debtor Shareholder hereby agrees that Debtor it shall be bound by any such payment made or act taken by Secured Party Agent hereunder and shall reimburse Secured Party Agent for all reasonable payments made and expenses incurred, which amounts shall be secured under this Security Stock Pledge Agreement; provided, however, that Secured Party Agent shall have no obligation to make any of the foregoing payments or perform any of the foregoing acts; (f) otherwise exercise any right or remedy Secured Party it may have against Debtor Borrower, Shareholder, RGM or any security, including including, without limitation, the right to foreclose upon any such security by judicial or nonjudicial sale; (g) settle settle, compromise with, release or substitute any one or more makers, endorsers or guarantors of the Obligations; and (h) assign the Obligations, Obligations or this Security Stock Pledge Agreement in whole or in partpart (subject to the terms and conditions of the Indenture).

Authorized Actions. Debtor Shareholder acknowledges that the Obligations hereunder may be supplemented, augmented and otherwise increased as a result of changes in the underlying obligations of Shareholder or Borrower under the Notes or the Indenture or the other Collateral Documents. In that regard but subject to receipt of all necessary gaming approvals from the Gaming Authorities, Shareholder authorizes Secured PartyAgent, in the discretion of Secured Party and to the extent permitted by applicable lawits discretion, without notice to Debtor (except as otherwise provided herein)Shareholder, irrespective of any change in the financial condition of Debtor Borrower, RGM-Elsinore, RGM-Colorado or Shareholder since the date hereof, and without affecting or impairing in any way the liability of Debtor Shareholder hereunder, from time to time, time to (a) create new Obligations, and, either before or after receipt of notice of revocation, renew, compromise, extend, accelerate or otherwise change the time for payment or performance of, or otherwise change the terms of the Obligations or any part thereof, including increase or decrease of the rate of interest thereon; (b) take and hold additional security for the payment or performance of the Obligations and exchange, enforce, waive or release any such additional security; (c) apply such additional security and direct the order or manner of sale thereof; (d) purchase such additional security at public or private sale; (e) upon the occurrence and during the continuance of an Event of Default, make any payments and do any other acts Secured Party Agent shall reasonably deem necessary to protect the Noteholders' security interest of Secured Party in the Collateral, including including, without limitation, pay, purchase, contest or compromise any encumbrance, charge or lien (other than a Permitted Lien) which in the reasonable judgment of Secured Party is Agent appears to be prior to or superior to the security interest granted hereunder, and appear in and defend any action or proceeding purporting to affect the its security interest of Secured Party in and/or the interest value of Secured Party in the Collateral, and in exercising any such powers or authority, pay all reasonable expenses incurred in connection therewith, including reasonable attorneys’ ' fees, and Debtor Shareholder hereby agrees that Debtor it shall be bound by any such payment made or act taken by Secured Party Agent hereunder and shall reimburse Secured Party Agent for all reasonable payments made and expenses incurred, which amounts shall be secured under this Security Stock Pledge Agreement; provided, however, that Secured Party Agent shall have no obligation to make any of the foregoing payments or perform any of the foregoing acts; (f) otherwise exercise any right or remedy Secured Party it may have against Debtor Borrower, Shareholder, RGM-Elsinore, RGM-Colorado or any security, including including, without limitation, the right to foreclose upon any such security by judicial or nonjudicial sale; (g) settle settle, compromise with, release or substitute any one or more makers, endorsers or guarantors of the Obligations; and (h) assign the Obligations, Obligations or this Security Stock Pledge Agreement in whole or in partpart (subject to the terms and conditions of the Indenture).

Authorized Actions. Debtor Shareholder acknowledges that the ------------------ Obligations hereunder may be supplemented, augmented and otherwise increased as a result of changes in the underlying obligations of Borrower guaranteed pursuant to the Guarantee. In that regard, Shareholder authorizes Secured PartyTrustee, in the discretion of Secured Party and to the extent permitted by applicable lawits discretion, without notice to Debtor (except as otherwise provided herein)Shareholder, irrespective of any change in the financial condition of Debtor Borrower, Coast West or Shareholder since the date hereof, and without affecting or impairing in any way the liability of Debtor Shareholder hereunder, from time to time, time to (a) create new Obligations, and, either before or after receipt of notice of revocation, renew, compromise, extend, accelerate or otherwise change the time for payment or performance of, or otherwise change the terms of the Obligations or any part thereof, including increase or decrease of the rate of interest thereon; (b) take and hold additional security for the payment or performance of the Obligations and exchange, enforce, waive or release any such additional security; (c) apply such additional security and direct the order or manner of sale thereof; (d) purchase such additional security at public or private sale; (e) upon the occurrence and during the continuance of an Event of Default, make any payments and do any other acts Secured Party Trustee shall reasonably deem necessary to protect the Noteholders' security interest of Secured Party in the Collateral, including including, without limitation, pay, purchase, contest or compromise any encumbrance, charge or lien (other than a Permitted Lien) which in the reasonable judgment of Secured Party is Trustee appears to be prior to or superior to the security interest granted hereunder, and appear in and defend any action or proceeding purporting to affect the its security interest of Secured Party in and/or the interest value of Secured Party in the Collateral, and in exercising any such powers or authority, pay all reasonable expenses incurred in connection therewith, including reasonable attorneys’ ' fees, and Debtor Shareholder hereby agrees that Debtor it shall be bound by any such payment made or act taken by Secured Party Trustee hereunder and shall reimburse Secured Party Trustee for all reasonable payments made and expenses incurred, which amounts shall be secured under this Security Stock Pledge Agreement; provided, however, that Secured Party Trustee shall have no obligation to make any of the foregoing payments or perform any of the foregoing acts; (f) otherwise exercise any right or remedy Secured Party it may have against Debtor Borrower, Coast West, Shareholder or any security, including including, without limitation, the right to foreclose upon any such security by judicial or nonjudicial sale; (g) settle settle, compromise with, release or substitute any one or more makers, endorsers or guarantors of the ObligationsObligations or underlying obligations of Borrower; and (h) assign the Obligations, the underlying Obligations of Borrower or this Security Stock Pledge Agreement in whole or in partpart (subject to the terms and conditions of the Indenture).

Authorized Actions. Debtor Pledgor acknowledges that the Obligations hereunder may be supplemented, augmented and otherwise increased as a result of changes in the underlying obligations of Pledgor under the Loan Documents. In that regard, Pledgor authorizes Secured PartyCreditor and/or Pledge Holder, in the discretion of Secured Party and to the extent permitted by applicable lawtheir discretion, without notice to Debtor (except as otherwise provided herein)Pledgor, irrespective of any change in the financial condition of Debtor since the date hereofPledgor, VGI or any other Person, and without affecting or impairing in any way the liability of Debtor Pledgor hereunder, from time to time, time to (a) create new Obligations, and, either before or after receipt of notice of revocation, renew, compromise, extend, accelerate or otherwise change the time for payment or performance of, or otherwise change the terms of the Obligations or any part thereof, including increase or decrease of the rate of interest thereon; (b) take and hold additional security for the payment or performance of the Obligations and exchange, enforce, waive or release any such additional security; (cb) apply such additional security and direct the order or manner of sale thereof; (dc) purchase such additional security at public or private sale; (ed) upon the occurrence and during the continuance of an Event of Default, make any payments and do any other acts Secured Party Pledge Holder shall reasonably deem necessary to protect the Creditor's security interest of Secured Party in the CollateralPledged Securities, including including, without limitation, pay, purchase, contest or compromise any encumbrance, charge or lien which in the reasonable judgment of Secured Party is Pledge Holder or Creditor appears to be prior to or superior to the security interest granted hereunderhereunder and/or, in the case of the Aircraft Stock Collateral, the obligations under the Aircraft Loan Documents, and appear in and defend any action or proceeding purporting to affect the his security interest of Secured Party in and/or the interest value of Secured Party in the CollateralPledged Securities, and in exercising any such powers or authority, pay all reasonable expenses incurred in connection therewith, including reasonable attorneys’ ' fees, and Debtor Pledgor hereby agrees that Debtor they shall be bound by any such payment made or act taken by Secured Party Pledge Holder or Creditor hereunder and shall reimburse Secured Party Pledge Holder and/or Creditor for all reasonable payments made and expenses incurred, which amounts shall be secured under this Security Stock Pledge Agreement; provided, however, that Secured Party Pledge Holder and Creditor shall have no obligation to make any of the foregoing payments or perform any of the foregoing acts; (fe) otherwise exercise any right or remedy Secured Party either of them may have against Debtor Pledgor, VGI or any guarantor of the Obligations or any part thereof or any security, including including, without limitation, the right to foreclose upon any such security by judicial or nonjudicial sale; (gf) settle settle, compromise with, release or substitute any one or more makers, endorsers or guarantors of the Obligations; , and (hg) assign the Obligations, Obligations or this Security Stock Pledge Agreement in whole or in part.

Authorized Actions. Debtor Shareholder acknowledges that the Obligations hereunder may be supplemented, augmented and otherwise increased as a result of changes in the underlying obligations of Borrower guaranteed pursuant to the Guarantee. In that regard, Shareholder authorizes Secured PartyTrustee, in the discretion of Secured Party and to the extent permitted by applicable lawits discretion, without notice to Debtor (except as otherwise provided herein)Shareholder, irrespective of any change in the financial condition of Debtor Borrower or Shareholder since the date hereof, and without affecting or impairing in any way the liability of Debtor Shareholder hereunder, from time to time, time to (a) create new Obligations, and, either before or after receipt of notice of revocation, renew, compromise, extend, accelerate or otherwise change the time for payment or performance of, or otherwise change the terms of the Obligations or any part thereof, including increase or decrease of the rate of interest thereon; (b) take and hold additional security for the payment or performance of the Obligations and exchange, enforce, waive or release any such additional security; (c) apply such additional security and direct the order or manner of sale thereof; (d) purchase such additional security at public or private sale; (e) upon the occurrence and during the continuance of a Default or an Event of Default, make any payments and do any other acts Secured Party Trustee shall reasonably deem necessary to protect the Noteholders' security interest of Secured Party in the Collateral, including including, without limitation, pay, purchase, contest or compromise any encumbrance, charge or lien which in the reasonable judgment of Secured Party is Trustee appears to be prior to or superior to the security interest granted hereunder, and appear in and defend any action or proceeding purporting to affect the its security interest of Secured Party in and/or the interest value of Secured Party in the Collateral, and in exercising any such powers or authority, pay all reasonable expenses incurred in connection therewith, including reasonable attorneys’ ' fees, and Debtor Shareholder hereby agrees that Debtor it shall be bound by any such payment made or act taken by Secured Party Trustee hereunder and shall reimburse Secured Party Trustee for all reasonable payments made and expenses incurred, which amounts shall be secured under this Security Stock Pledge Agreement; provided, however, that Secured Party Trustee shall have no obligation to make any of the foregoing payments or perform any of the foregoing acts; (f) otherwise exercise any right or remedy Secured Party it may have against Debtor Borrower, Shareholder or any security, including including, without limitation, the right to foreclose upon any such security by judicial or nonjudicial sale; (g) settle settle, compromise with, release or substitute any one or more makers, endorsers or guarantors of the ObligationsObligations or underlying obligations of Borrower; and (h) assign the Obligations, the underlying obligations of Borrower or this Security Stock Pledge Agreement in whole or in partpart (subject to the terms and conditions of the Indenture).